ABSTRACT The dramatic increase in recent years in the incidence of non-alcoholic fatty liver disease in the Western world has led to an increase in the prevalence of NASH (non-alcoholic steatohepatitis) and associated complications such as cirrhosis and hepatocellular cancer (HCC). In USA, NASH is emerging as a major risk factor for HCC with no effective therapy. Unlike HBV/HCV-induced HCC, very little is known about the mechanism(s) underlying the pathogenesis of NASH-associated HCC. We have used a mouse model of HCC in which 100% mice fed choline-deficient and amino acid defined (CDAA) diet develop NASH by 22 weeks and spontaneous HCC in ~75% mice by 65-75 weeks. Further, these mice exhibit well-defined pathological changes that are markedly similar to the progression of HCC in humans. A key finding from our study is the consistent upregulation of miR-155, a proinflammatory microRNA, from an early stage of feeding CDAA diet that correlates with development of NASH. Notably, miR-155 is elevated in human NASH and HCC patients and its level is an independent predictor of poor prognosis and recurrence-free survival in HCC patients. We hypothesize that upregulation of miR-155 in hepatocytes and Kupffer cells (inflammatory cells in the liver), plays a causal role in NASH and HCCs. This proposal is based on the novel findings that (i) miR-155 knockout (KO) mice exhibit reduced inflammation and triglyceridemia as early as 4 weeks of feeding CDAA diet, and (ii) zerumbone (ZER), a sesquiterpine phytochemical from an edible ginger suppressed both spontaneous and diet-induced inflammatory responses in mice and HCC cell growth in culture and caused downregulation of miR-155. To test our hypothesis that manipulation of miR-155 levels and treatment with ZER will inhibit NASH and HCC, we will pursue the following 3 aims. 1 (a) Elucidate the role of miR-155 in initiation and progression of diet-induced NASH and HCC using miR155KO mice, and (b) identify the underlying mechanism by focusing on miR-155 targets. 2 (a) Investigate the susceptibility of mice overexpressing miR-155 in hepatocytes or in hepatocytes+Kupffer cells to diet induced NASH and HCC, and (b) elucidate the underlying mechanism of differential pathogenesis by identifying its cell type specific targets. 3. Explore preventive/therapeutic potential of ZER by (a) assessing its anti-tumorigenic potential against HCC cells, (b) testing its anti-inflammatory function in mice, and (c) elucidating the molecular basis of its function.